Hewlett Packard Enterprise Form 4 / Jeff T Ricci ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Ricci Jeff T

(Last)

(First)

(Middle)

C/O HEWLETT PACKARD ENTERPRISE COMPANY

3000 HANOVER STREET

(Street)

PALO ALTO

94304

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Hewlett Packard Enterprise Co [ HPE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
SVP, Controller & PAO

3. Date of Earliest Transaction (Month/Day/Year)
07/29/2016

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	07/29/2016		M		28,776	A	$19.7	28,776	D
Common Stock	07/29/2016		S		28,776⁽¹⁾	D	$21.4	0	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Option (Right to Buy)	$19.7	07/29/2016		M			28,776	04/21/2010⁽²⁾	04/21/2017⁽³⁾	Common Stock	28,776	$0	0	D
Restricted Stock Units	⁽⁴⁾	07/06/2016		A		17.4266⁽⁵⁾		⁽⁵⁾	⁽⁵⁾	Common Stock	17.4266	⁽⁵⁾	6,119.6235	D
Restricted Stock Units	⁽⁴⁾	07/06/2016		A		22.4005⁽⁶⁾		⁽⁶⁾	⁽⁶⁾	Common Stock	22.4005	⁽⁶⁾	7,795.4005	D
Restricted Stock Units	⁽⁴⁾	07/06/2016		A		23.9878⁽⁷⁾		⁽⁷⁾	⁽⁷⁾	Common Stock	23.9878	⁽⁷⁾	8,272.5139	D
Restricted Stock Units	⁽⁴⁾	07/06/2016		A		128.9302⁽⁸⁾		⁽⁸⁾	⁽⁸⁾	Common Stock	128.9302	⁽⁸⁾	43,554.3106	D
Restricted Stock Units	⁽⁴⁾	07/06/2016		A		90.5796⁽⁹⁾		⁽⁹⁾	⁽⁹⁾	Common Stock	90.5796	⁽⁹⁾	30,598.9908	D

Explanation of Responses:

1. The sales reported on this Form 4 were effectuated pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 06/03/16.

2. This option became exercisable beginning on this date.

3. This option is no longer exercisable beginning on this date.

4. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.

5. As previously reported, on 12/11/13 the reporting person was granted 9,726 RSUs, 3,242 of which vested on 12/11/14, 3,246 of which vested early on 09/17/15, and 5,830 of which will vest on 12/11/16. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The 17.4266 dividend equivalent rights being reported reflect 17.4266 dividend equivalent rights at $18.40 per RSU credited to the reporting person's account on 07/06/16.

6. As previously reported, on 05/23/14 the reporting person was granted 12,500 RSUs, 4,166 of which vested on 05/23/15, 7,494 of which vested on 05/23/16, and 7,494 of which will vest on 05/23/17. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The 22.4005 dividend equivalent rights being reported reflect 22.4005 dividend equivalent rights at $18.40 per RSU credited to the reporting person's account on 07/06/16.

7. As previously reported, on 12/10/14 the reporting person was granted 6,692 RSUs, 2,230 of which vested early on 09/17/15, 4,012 of which will vest on 12/10/16, and 4,013 of which will vest on 12/10/17. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The 23.9878 dividend equivalent rights being reported reflect 23.9878 dividend equivalent rights at $18.40 per RSU credited to the reporting person's account on 07/06/16.

8. As previously reported, on 11/02/15 the reporting person was granted 43,133 RSUs, 14,377 of which will vest on 11/02/16, and 14,378 of which will vest on each of 11/02/17 and 11/02/18. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The 128.9302 dividend equivalent rights being reported reflect 128.9302 dividend equivalent rights at $18.40 per RSU credited to the reporting person's account on 07/06/16.

9. As previously reported, on 12/09/15 the reporting person was granted 30,303 RSUs, 10,101 of which will vest on each of 12/09/16, 12/09/17 and 12/09/18. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The 90.5796 dividend equivalent rights being reported reflect 90.5796 dividend equivalent rights at $18.40 per RSU credited to the reporting person's account on 07/06/16.

Remarks:

	Derek Windham as Attorney-in-Fact for Jeff T. Ricci	08/02/2016
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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Hewlett Packard Enterprise (HPE) Form 4Hewlett Packard Enterprise / Jeff T Ricci ownership change